ADNOC Distribution announced that it has entered into a definitive agreement to acquire 100% of Shell Downstream South Africa (SDSA) from Shell South Africa Holdings in a transaction with an implied enterprise value of approximately USD 1 billion.
The proposed acquisition marks a major milestone in ADNOC Distribution’s international expansion strategy, strengthening its presence in Africa and supporting its ambition to become a leading global mobility and convenience retailer. The transaction is expected to close in 2027, subject to customary regulatory approvals and closing conditions.
Key highlights:
• Acquisition of 100% of Shell Downstream South Africa (SDSA)
• Implied enterprise value of approximately USD 1 billion
• Expected to close in 2027, subject to regulatory approvals
• Includes 580 company and dealer-owned fuel stations
• Includes wholesale fuels, aviation, marine and lubricants businesses
• Long-term agreement to retain the Shell brand for retail stations and lubricants in South Africa
According to ADNOC Distribution, SDSA currently operates:
• 580 mobility and convenience sites
• Approximately 3.5 billion litres of annual fuel volumes (2025)
• 360 convenience stores
Financial and strategic highlights:
• Expected to increase earnings per share by approximately 6% in the first full year after completion
• Projected to generate an internal rate of return above the company’s hurdle rate
• Strengthens ADNOC Distribution’s fuel retail footprint across Africa
• South Africa will become the fourth country in which ADNOC Distribution operates
Following completion of the transaction:
• ADNOC Distribution expects to sell a 28% stake in SDSA to a local empowerment partner and an Employee Stock Ownership Plan (ESOP)
• The company will continue operating the business under the Shell brand through a long-term licensing agreement
ADNOC Distribution said the acquisition builds on its international growth strategy following its 2023 acquisition of a 50% stake in TotalEnergies Marketing Egypt and the launch of its retail fuel station network in Saudi Arabia in 2018.
Source: ADNOC Distribution
Disclaimer: This post is for informational purposes only and should not be considered investment or financial advice.